The Audit Committee (the “Audit Committee”) of the Board of Directors of Qumu Corporation (the “Company”) conducted a comprehensive, competitive process to determine the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2019. On March 19, 2019, the Audit Committee engaged RSM US LLP (“RSM”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2019, and dismissed KPMG LLP (“KPMG”). The dismissal of KPMG is effective immediately.

KPMG’s audit reports on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, 2018 and 2017 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except as follows:

KPMG’s report on the consolidated financial statements of the Company as of and for the years ended December 31, 2018 and 2017, contained a separate paragraph stating “As discussed in Note 1 to the financial statements, the Company has changed its method of accounting for revenue in 2018 due to the adoption of FASB Accounting Standards Codification (Topic 606), Revenue from Contracts with Customers.”

During the fiscal years ended December 31, 2018 and 2017, and during the subsequent interim period from January 1, 2019 through March 19, 2019, there were (i) no disagreements between the Company and KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which, if not resolved to KPMG’s satisfaction, would have caused KPMG to make reference thereto in its reports, and (ii) no “reportable events” within the meaning of Item 304(a)(1)(v) of Regulation S-K.

The Company provided KPMG with a copy of disclosures it is making in this Form 8-K and requested that KPMG furnish a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements made herein. A copy of KPMG’s letter dated March 22, 2019, is filed as Exhibit 16.1 hereto.

(b)

Engagement of New Independent Registered Public Accounting Firm

On March 19, 2019, RSM was engaged by the Audit Committee as the Company’s independent registered public accounting firm concurrently with the dismissal of KPMG. During the fiscal years ended December 31, 2018 and 2017, and during the subsequent interim period from January 1, 2019 through March 19, 2019, neither the Company nor anyone on its behalf has consulted with RSM regarding:

(i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report or oral advice was provided to the Company that RSM concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue,

(ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K, or

(iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.

Qumu Corporation (Qumu) is an enterprise video content management software company. The Company is engaged in providing tools businesses need to create, manage, secure, deliver and measure their videos. The Company operates through the enterprise video content management software business segment. Its video content management software solutions allow organizations to create, capture, organize and deliver content across the extended enterprise to a range of end points, including mobile devices and thick or thin clients. Qumu’s video platform supports both live and on-demand streaming. The Qumu platform is a video content management software solution that can be deployed as a perpetual software license, a term software license or a cloud-hosted software as a service (SaaS). Qumu Capture Studio is a portable software-enabled device that records, edits and publishes video and presentation content.

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